MAX Power Announces $10 Million Strategic Investment at $2.50 Per Unit from Eric Sprott
REGINA, Saskatchewan, Aug. 10, 2026 (GLOBE NEWSWIRE) — MAX Power Mining Corp. (CSE: MAXX; OTC: MAXXF; FSE: 89N) (“MAX Power” or the “Company”) is pleased to announce that it has entered into a strategic non-brokered private placement financing (the “Private Placement”) with Mr. Eric Sprott for gross proceeds of $10 million. The Private Placement will consist of 4,000,000 units (“Units”) of the Company at a price of $2.50 per Unit to be subscribed for by 2176423 Ontario Ltd., a corporation beneficially owned by Mr. Sprott, with closing anticipated on or about August 17, 2026.
The Company intends to use the net proceeds of the Private Placement to further advance its ongoing commercial validation drill program at the Lawson Complex and for general corporate purposes, including administrative and marketing expenses.
Private Placement Terms
Each Unit will consist of one common share in the capital of the Company (each, a “Common Share”) and one Common Share purchase warrant (each, a “Warrant”). Each Warrant entitles Mr. Sprott to purchase one Common Share (each, a “Warrant Share”) at a price of $3.25 per Warrant Share for a period of 24 months from the closing date of the Private Placement. All securities issued in connection with the Private Placement are subject to a statutory hold period of four months plus one day from the date of issuance, in accordance with applicable securities legislation. Closing of the Private Placement is subject to customary closing conditions, including the approval of the Canadian Securities Exchange (“CSE”).
As at the date of this release, Mr. Sprott beneficially owns, or exercises control or direction over, more than 10% of the issued and outstanding Common Shares and is therefore a “related party” of the Company within the meaning of Multilateral Instrument 61-101 – Protection of Minority Securityholders in Special Transactions (“MI 61-101”). Accordingly, his participation in the Private Placement will constitute a “related party transaction” within the meaning of MI 61-101. The Company intends to rely on the exemptions from the formal valuation and minority shareholder approval requirements under sections 5.5(a) and 5.7(1)(a) of MI 61-101, respectively, as neither the fair market value of the Units to be issued to Mr. Sprott nor the consideration to be paid by him is expected to exceed 25% of the Company’s market capitalization, calculated in accordance with MI 61-101.
Early Warning Disclosure
Upon completion of the Private Placement, Mr. Sprott will be required to file an early warning report pursuant to National Instrument 62-103 – The Early Warning System and Related Take-Over Bid and Insider Reporting Issues (“NI 62-103”) in connection with his acquisition of the Units.
Prior to the completion of the Private Placement, Mr. Sprott, through 2176423 Ontario Ltd., beneficially owns and exercises control over 30,984,979 Common Shares and 24,638,548 Common Share purchase warrants, representing approximately 17.6% of the issued and outstanding Common Shares on a non-diluted basis and approximately 27.8% on a partially diluted basis, assuming the exercise of such warrants.
Following the completion of the Private Placement, Mr. Sprott, through 2176423 Ontario Ltd., will beneficially own and exercise control over 34,984,979 Common Shares and 28,638,548 Warrants, representing approximately 19.5% of the issued and outstanding Common Shares on a non-diluted basis and approximately 30.5% on a partially diluted basis, assuming exercise of all Warrants beneficially owned or controlled by Mr. Sprott.
As previously announced by the Company, a special meeting of shareholders (the “Meeting”) is scheduled to be held on August 20, 2026, at which disinterested shareholders will be asked to consider and, if thought advisable, approve an ordinary resolution approving the creation of Mr. Sprott as a control person of the Company (the “Control Person Resolution”). Mr. Sprott has undertaken not to exercise any warrants if such exercise would result in his beneficial ownership of, or control or direction over, more than 19.9% of the issued and outstanding Common Shares unless and until the requisite shareholder and CSE approvals have been obtained. The Warrants to be issued pursuant to the Private Placement will be subject to the same exercise restriction. Accordingly, Mr. Sprott will not be entitled to exercise Warrants to the extent such exercise would cause his holdings to exceed 19.9% of the issued and outstanding Common Shares unless the Control Person Resolution is approved at the Meeting and all other requisite CSE and regulatory approvals have been obtained.
The Units will be acquired for investment purposes. Mr. Sprott has a long-term view of the investment and may acquire additional securities of the Company, dispose of securities of the Company, or continue to hold his position, depending on market conditions, reformulation of plans and/or other relevant factors, subject in each case to applicable securities laws.
Following completion of the Private Placement, an Early Warning Report in respect of the acquisition will be filed by Mr. Sprott in accordance with applicable securities laws and will be available on the Company’s profile on the System for Electronic Document Analysis and Retrieval+ (“SEDAR+”) at www.sedarplus.ca.
The securities to be issued pursuant to the Private Placement have not been and will not be registered under the United States Securities Act of 1933, as amended, or any applicable state securities laws, and may not be offered or sold in the United States absent registration or an applicable exemption from registration. This news release does not constitute an offer to sell or a solicitation of an offer to buy, nor will there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.
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MAX Power Announces $10 Million Strategic Investment at $2.50 Per Unit from Eric Sprott, source
